Express 2014 Annual Report Download - page 72

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PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
The information required by this item is incorporated herein by reference to the sections entitled “Election of
Directors”, “Executive Officers”, “Corporate Governance” and “Section 16(a) Beneficial Ownership Reporting
Compliance” in the Proxy Statement for our 2015 Annual Meeting of Stockholders.
ITEM 11. EXECUTIVE COMPENSATION.
The information required by this item is incorporated herein by reference to the sections entitled “Executive
Compensation”, “Corporate Governance—Director Compensation”, “Corporate Governance—Compensation
Committee Interlocks and Insider Participation” and “Executive Compensation—Compensation and Governance
Committee Report” in the Proxy Statement for our 2015 Annual Meeting of Stockholders.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS.
The information required by this item is incorporated herein by reference to the section entitled “Stock
Ownership Information” in the Proxy Statement for its 2015 Annual Meeting of Stockholders.
The following table summarizes share and exercise price information about Express’ equity compensation plan
as of January 31, 2015.
Number of securities to
be issued upon exercise of
outstanding options,
warrants and rights
Weighted-average
exercise price of
outstanding options,
warrants and rights
Number of securities
remaining available for
future issuance under
equity compensation plan
(excluding securities
reflected in column (a))
Category (a) (b)
Equity compensation
plans approved by
security holders ..... 2,968,104 17.51 8,176,678
Equity compensation
plans not approved by
security holders ..... —
Total ................ 2,968,104 17.51 8,176,678
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE.
The information required by this item is incorporated herein by reference to the sections entitled “Related Person
Transactions” and “Corporate Governance—Director Independence” in the Proxy Statement for our 2015 Annual
Meeting of Stockholders.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.
The information required by this item is incorporated herein by reference to the section entitled “Audit
Committee—Principal Accountant Fees and Services” in the Proxy Statement for our 2015 Annual Meeting of
Stockholders.
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